Common use of Defines Rights of Creditors; Subrogation Clause in Contracts

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of Subordinated Creditors, Agent and Lenders and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, (ii) amend any of the Loan Documents or in any way waive any of the rights that the Agent and the Lenders have against any Obligor under the Loan Documents, or (iii) waive any Event of Default or Triggering Event under any of the Loan Documents. (b) Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of the Subordinated Creditors, the Senior Agent and the Senior Lenders and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, Cinedigm. The failure of Cinedigm to make any Obligor, (ii) amend payment to any Subordinated Creditor or to comply with any provision of the Loan Documents or in any way waive any Subordinated Note due to the operation of this Agreement shall not be construed as prohibiting the rights that the Agent and the Lenders have against any Obligor under the Loan Documents, or (iii) waive any Event occurrence of Default or Triggering Event under any of the Loan Documentsa Subordinated Default. (b) Subject to, and effective only upon, the payment in full in cash of all Senior Indebtedness and the termination or expiration of all commitments to the Payment in Full of lend under the Senior Loan Documents (and until such time each holder of any Subordinated Indebtedness hereby waives all such rights of subrogation and all other similar rights of reimbursement or indemnity whatsoever and all rights of recourse to any security for any Senior Indebtedness), in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any ObligorCinedigm, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor Cinedigm to or on account of Senior Indebtedness. (c) For the avoidance of doubt, and notwithstanding anything in this Agreement to the contrary, nothing in this Agreement shall affect, impair, diminish or relate to any rights, powers or remedies, or affect, increase or relate to any obligations, of any Subordinated Creditor in any capacity other than in its capacity as the holder of the Subordinated Indebtedness, including without limitation in its capacity as the holder of capital stock of Cinedigm. Without limiting the foregoing, nothing in this Agreement shall affect, impair, diminish or relate to Cinedigm’ s obligations to a Subordinated Creditor as a holder of the capital stock of Cinedigm or in any capacity other than as the holder of the Subordinated Indebtedness.

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of Subordinated Creditors, Agent and Lenders and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, (ii) amend any of the Loan Documents or in any way waive any of the rights that the Agent and the Lenders have against any Obligor under the Loan Documents, or (iii) waive any Event of Default or Triggering Event under any of the Loan Documents. (b) Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or 11 CHI02_60483238_1_208239_00102 applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.

Defines Rights of Creditors; Subrogation. (a) A. The provisions of this Agreement are solely for the purpose of defining the relative rights of Subordinated Creditors, Agent Creditors and Lenders the Senior Creditors and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor. As between the Obligors and the Subordinated Creditors, (ii) amend any nothing contained herein shall impair the unconditional and absolute obligation of the Loan Documents or Obligors to the Subordinated Creditors to pay the Subordinated Debt as such Subordinated Debt shall become due and payable in any way waive any accordance with the Subordinated Debt Documents. The failure of the rights that the Agent and the Lenders have against any Obligor under to make any payment to any Subordinated Creditor due to the Loan Documents, or (iii) waive any Event operation of Default or Triggering Event under any this Agreement shall not be construed as prohibiting the occurrence of the Loan Documentsa Subordinated Default. (b) B. Subject to the Payment in Full of the Senior IndebtednessObligations, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness Debt shall have been applied pursuant to this Agreement to the payment of Senior IndebtednessObligations, then and in each such event, the holders of the Subordinated Indebtedness Debt shall be subrogated to the rights of each holder of Senior Indebtedness Obligations to receive any further payment or distribution in respect of or applicable to the Senior IndebtednessObligations; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness Creditors of any cash, property or securities to which any holder of Subordinated Indebtedness Debt would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness Senor Creditors by the holders of the Subordinated Indebtedness Creditors shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness Creditors and the holders of Subordinated IndebtednessCreditors, be deemed to be a payment by such Obligor to or on account of Senior IndebtednessObligations.

Defines Rights of Creditors; Subrogation. (a) A. The provisions of this Agreement are solely for the purpose of defining the relative rights of the Subordinated Creditors, Senior Agent and Lenders and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor. As between the Obligors and the Subordinated Creditors, (ii) amend any nothing contained herein shall impair the unconditional and absolute obligation of the Loan Documents or Obligors to the Subordinated Creditors to pay the Subordinated Indebtedness as such Subordinated Indebtedness shall become due and payable in any way waive any accordance with the Subordinated Indebtedness Documents. The failure of the rights that the Agent and the Lenders have against any Obligor under to make any payment to any Subordinated Creditor due to the Loan Documents, or (iii) waive any Event operation of Default or Triggering Event under any this Agreement shall not be construed as prohibiting the occurrence of the Loan Documentsa Subordinated Default. (b) B. Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of Subordinated Creditors, Agent and Lenders and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, (ii) amend any of the Loan Documents or in any way waive any of the rights that the Agent and the Lenders have against any Obligor under the Loan Documents, or (iii) waive any Event of Default or Triggering Event under any of the Loan Documents. (b) Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of Subordinated Creditors, Agent and Lenders and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, (ii) amend any of the Loan Documents or in any way waive any of the rights that the Agent and the Lenders have against any Obligor under the Loan Documents, or (iii) waive any Event of Default or Triggering Event under any of the Loan DocumentsDocuments even if Agent and the Lenders have previously issued a Subordinated Indebtedness Confirmation Notice. (b) Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or 60365220 securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of Subordinated Agent and Subordinated Creditor, on the one hand, and Senior Agent and Senior Creditors, Agent and Lenders on the other hand, and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, (ii) amend any . The failure of the Loan Documents or in any way waive any of the rights that the Agent and the Lenders have against any Obligor under to make any payment to the Loan Documents, or (iii) waive any Event Subordinated Creditor due to the operation of Default or Triggering Event under any this Agreement shall not be construed as prohibiting the occurrence of the Loan Documentsa Subordinated Default. (b) Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property Property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness (provided, that if, after Payment in Full of all Senior Indebtedness, Senior Agent or any Senior Creditor takes action against an Obligor for any indemnity obligations owing to Senior Agent or any Senior Creditor under the Basic Documents or Permitted Refinancing Debt Documents, Subordinated Agent and the Subordinated Creditor each agrees that its rights of subrogation hereunder shall be suspended during such period of time that Senior Agent or any Senior Creditor is taking any such action to enforce any such indemnity obligations under the Basic Documents or Permitted Refinancing Debt Documents and Subordinated Agent and the Subordinated Creditor each agrees that it shall not be permitted to receive or retain any payment or distribution made on account of the Subordinated Indebtedness (other than a distribution of Reorganization Subordinated Securities) during such period); and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property Property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of the Subordinated Creditors, Agent Creditors and Lenders the Senior Lender and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, (ii) amend any the Borrower. The failure of the Loan Documents or in Borrower to make any way waive any payment to the Subordinated Creditors due to the operation of this Agreement shall not be construed as prohibiting the rights that the Agent and the Lenders have against any Obligor under the Loan Documents, or (iii) waive any Event occurrence of Default or Triggering Event under any of the Loan Documents. (b) a Subordinated Default. Subject to the Payment prior indefeasible payment in Full full of the all Senior Indebtedness, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligorthe Borrower, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor the Borrower to or on account of Senior Indebtedness.

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of the Subordinated CreditorsCreditor, the Collateral Agent and Lenders the Purchaser and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, or (ii) amend any of the Loan Documents or in any way waive any of the rights that the Collateral Agent and the Lenders Purchaser have against any Obligor under the Loan Documents, or (iii) waive any Event of Default or Triggering Event under any of the Loan Documents. (b) Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of Subordinated Creditors, Agent and Lenders and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, (ii) amend any of the Loan Documents or in any way waive any of the rights that the Agent and the Lenders have against any Obligor under the Loan Documents, or (iii) waive any Event of Default or Triggering Event under any of the Loan Documents. (b) Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.for

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of Subordinated Creditors, Collateral Agent and Lenders Buyers and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, or (ii) amend any of the Loan Documents or in any way waive any of the rights that the Collateral Agent and the Lenders Buyers have against any Obligor under the Loan Documents, or (iii) waive any Event of Default or Triggering Event under any of the Loan Documents. (b) Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness; and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.

Defines Rights of Creditors; Subrogation. (a) The provisions of this Agreement are solely for the purpose of defining the relative rights of Subordinated Agent and Subordinated Creditor, on the one hand, and Senior Agent and Senior Creditors, Agent and Lenders on the other hand, and shall not be deemed to (i) create any rights or priorities in favor of any other Person, including, without limitation, any Obligor, (ii) amend any . The failure of the Loan Documents or in any way waive any of the rights that the Agent and the Lenders have against any Obligor under to make any payment to the Loan Documents, or (iii) waive any Event Subordinated Creditor due to the operation of Default or Triggering Event under any this Agreement shall not be construed as prohibiting the occurrence of the Loan Documentsa Subordinated Default. (b) Subject to the Payment in Full of the Senior Indebtedness, in the event and to the extent cash, property Property or securities otherwise payable or deliverable to the holders of the Subordinated Indebtedness shall have been applied pursuant to this Agreement to the payment of Senior Indebtedness, then and in each such event, the holders of the Subordinated Indebtedness shall be subrogated to the rights of each holder of Senior Indebtedness to receive any further payment or distribution in respect of or applicable to the Senior Indebtedness (provided, that if, after Payment in Full of all Senior Indebtedness, Senior Agent or any Senior Creditor takes action against an Obligor for any indemnity obligations owing to Senior Agent or any Senior Creditor under the Basic Documents or Permitted Refinancing Debt Documents, Subordinated Agent and the Subordinated Creditor each agrees that its rights of subrogation hereunder shall be suspended during such period of time that Senior Agent or any Senior Creditor is taking any such action to enforce any such indemnity obligations under the Basic Documents or Permitted Refinancing Debt Documents and Subordinated Agent and the Subordinated Creditor each agrees that it shall not be permitted to receive or retain any payment or distribution made on account of the Subordinated Indebtedness (other than a distribution of Reorganization Subordinated Securities and payments to the Subordinated Agent permitted by subsection 2.1) during such period); and, for the purposes of such subrogation, no payment or distribution to the holders of Senior Indebtedness of any cash, property Property or securities to which any holder of Subordinated Indebtedness would be entitled except for the provisions of this Agreement shall, and no payment over pursuant to the provisions of this Agreement to the holders of Senior Indebtedness by the holders of the Subordinated Indebtedness shall, as between any Obligor, its creditors other than the holders of Senior Indebtedness and the holders of Subordinated Indebtedness, be deemed to be a payment by such Obligor to or on account of Senior Indebtedness.